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振江股份: 振江股份关于关联交易的公告
Zheng Quan Zhi Xing· 2025-04-03 15:08
Core Viewpoint - Jiangsu Zhenjiang New Energy Equipment Co., Ltd. plans to continue renting the Qijian Information Platform System Software from Suzhou Qijian Information Technology Co., Ltd. for a period from May 1, 2025, to April 30, 2028, at an annual rental fee of 2.5 million yuan [1][2][3] Related Party Introduction - The chairman and actual controller of the company, Mr. Hu Zhen, holds 60% of the shares in Suzhou Qijian and serves as its executive director, establishing a related party relationship [1][2] - Suzhou Qijian is a limited liability company with a registered capital of 5 million yuan, located in Suzhou, Jiangsu Province, and its business scope includes software development, technology services, and information system integration [1][2] Agreement Main Content - The rental agreement includes a user count of 2,500, with a usage fee of 1,000 yuan per person per year, totaling an annual rental fee of 2.5 million yuan [2] - The company has the right to terminate the contract with a 60-day written notice before the end of the rental period, and Suzhou Qijian must provide a valid VAT invoice with a 13% tax rate [2] Impact of Related Transactions - The related transaction is part of the company's normal procurement activities and is a renewal of a contract from three years ago, with a fair and reasonable price that benefits the company's efficiency and market position [2][4] - The transaction does not harm the interests of minority shareholders and does not affect the company's independence or create dependency on the related party [2][4] Review Procedure for Related Transactions - The board of directors approved the related transaction, with the related director, Mr. Hu Zhen, abstaining from the vote, and the independent directors provided prior approval and independent opinions affirming the fairness of the pricing [3][4] - The transaction falls within the decision-making authority of the board and does not require shareholder meeting approval [3][4]